YMCA for Hillsdale Access Parking EasementADA COUNTY RECORDER Christopher D. Rich 2018_083042
BOISE IDAHO Pgs=8 VICTORIA BAILEY 0813112018 12.05 PM
MERIDIAN CITY NO FEE
III III IIIIIIIll ll l 1111111111111111111111111111111111
00537716201800830420080086
ACCESS AND PARKING EASEMENT
This Access and Parking Easement ("Easement") is made effective this' 91 -day of
August, 2018, by and between the Young Men's Christian Association of Boise City, an Idaho
Nonprofit Corporation, dba Treasure Valley family YMCA ("Grantor"), and the City of
Meridian, an Idaho municipal corporation ("Grantee"). The Grantor and Grantee may be
collectively referred to as the Parties.
RECITALS:
WHEREAS, Grantor is the owner of that certain property located in the City of Meridian
which is the site for the YMCA facility commonly known as "The Hill", as more fully described
in Exhibit A, which exhibit is attached hereto and incorporated herein ("Grantor's Property");
WHEREAS, Grantor and Grantee have entered into an Agreement to Transfer Real Property
recorded as Instrument No. 2016-121434 on December 15, 2016, records of Ada County, Idaho
(the "Transfer Agreement")
WHEREAS, the Transfer Agreement provides for the future transfer to Grantee of a
portion of Grantor's Property for a public park to be known as the Hillsdale Park as more fully
described in Exhibit B, which exhibit is attached hereto and incorporated herein ("Park
Property") and which shall be owned and maintained by Grantee upon such transfer;
WHEREAS, as provided in the Transfer Agreement, Grantor also desires to grant and
Grantee desires to receive an easement for ingress and egress across a portion of the Grantor's
property that will be retained by Grantor as depicted on Exhibit C under the terms and
conditions outlined hereafter.
AGREEMENT:
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties hereby agree as follows:
1. Recitals Incorporated. The above and foregoing recitals are hereby incorporated
and are a part of this Agreement.
2. Easement Dependent Upon Transfer of Park Property. Grantor has agreed to
transfer the Park Property to Grantee but since Grantee does not own the Park Property at this
time, this Easement shall not be effective until the conveyance of the Park Property by grant
deed from Grantor to Grantee and, immediately upon recording said gift deed, this Easement
shall become effective.
3. Release of Transfer Agreement. The Transfer Agreement between Grantor and
Grantee shall, without any further act or deed, be released from the real property records of Ada
County, immediately upon recording of the grant deed for the Park Property from Grantor to
Grantee and the recording of this Easement. Despite such release, the Transfer Agreement shall
remain in full force and effect between Grantor and Grantee, except that to the extent of any
inconsistency between this Easement and the Transfer Agreement, this Easement shall control.
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4. Subordination. This Easement shall be subordinate to any first mortgage
executed by Grantor in favor of U.S. Bank N.A., in an amount not to exceed Twenty -Three
Million Dollars ($23,000,000.00).
5. Grant. Grantor hereby grants a non-exclusive perpetual access easement over,
on, across, and through a portion of Grantor's Property for ingress, egress, and parking in the
location depicted on Exhibit C ("Easement").
6. Purpose of Easement and Operation as a Public Park. The Easement shall be
used for ingress and egress during the hours of operation of Hillsdale Park for pedestrian travel,
vehicular travel, and vehicle parking in marked areas and shall terminate if the Park Property
ceases to be operated as a public park.
7. Limitation on Assignment and Successors; Binding on Successors. The
Grantee's rights under this Easement are not assignable or transferable, voluntarily or by
operation of law, except to another public entity which continues to operate the Park Property as
a public park. This Easement shall be recorded in the official records of Ada County, Idaho, and
shall be binding on the heirs, successors, administrators, executors and assigns of all parties
hereto and shall run with the land. Grantor's rights and obligations under this Agreement are
assignable and shall be assigned to the not-for-profit association that has or will be created to
own and maintain the common area for the Healthy Living Condominiums, the Healthy Living
Condominium Association, Inc. (the "Association"). Upon the execution and recording of the
Assignment and Assumption Agreement by the Association and Grantor, the Association shall
assume all obligations of Grantor under this Agreement and Grantor shall be released from such
obligations.
8. Counterparts. This Easement may be executed in counterparts, each part being
considered an original document, all parts being but one document.
9. Indemnification. To the extent allowed by law, the Grantee agrees to indemnify,
defend and hold the Grantor, and its successors, assignees, and agents harmless from any and all
claims, liability, losses, costs, charges, or expense that arise from their respective use or use by
their respective customers, agents, invitees, or representatives of the Easement.
10. Remedies. In the event of a breach hereunder by any party, the non -breaching
party shall have all remedies available at law or in equity, including the availability of injunctive
relief. In any suit, action or appeal there from to enforce or interpret this Easement, the
prevailing party shall be entitled to recover its costs incurred therein, including reasonable
attorneys' fees and disbursements.
11. Relocation Reservation. Grantor hereby reserves the right to relocate the
Easement upon the Grantor's Property either before or after any redesign or redevelopment of
the Grantor's Property, upon thirty days' prior written notice to Grantee. Any relocation of the
Easement shall provide same or similar vehicle parking and access to Grantee's property. The
parties then agree to execute, deliver and record an amendment to this document to evidence the
relocation.
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12. Easement Obstructions. No fence or other barrier shall be erected or permitted
within or across the Easement which would prevent or obstruct the passage of pedestrian or
vehicular travel; provided, however, that the foregoing shall not prohibit (i) the temporary
erection of barricades which are reasonably necessary for security and/or safety purposes in
connection with the construction, reconstruction, repair and maintenance of improvements,
including the Easement, on the Grantor's Property, it being agreed by the parties however, that
all such work shall be conducted in the most expeditious manner reasonably possible to
minimize the interference with the use of the Easement by Grantor, and such work shall be
diligently prosecuted to completion, or (ii) the construction of limited curbing or other forms of
traffic controls along the outer perimeter of the Easement.
13. Maintenance. Grantor shall maintain all parking lot improvements (including
but not limited to pavement and landscaping) in good and sufficient repair and shall keep the
Easement area in a neat and aesthetically pleasing condition. Any damage to the parking lot
improvements shall be repaired by Grantor as promptly as reasonably possible. Grantor shall be
responsible for cost of repair unless damaged by Grantee's use, normal wear and tear excepted.
14. Notices. All notices, demands and requests required or desired to be given under
this Agreement must be in writing and shall be deemed to have been given as of the date such
writing is (i) delivered to the party intended, (ii) delivered to the then current address of the party
intended, or (iii) rejected at the then current address of the party intended, provided such writing
was sent prepaid. The initial address of the signatories hereto is:
Grantee: City of Meridian
33 East Broadway Avenue
Meridian, ID 83642
Grantor: Treasure Valley YMCA
Attn: David Duro, CEO
1177 W. State Street
Boise, ID 83742
Upon at least ten (10) days' prior written notice, each party shal I have the right to change
its address to any other address within the United States of America.
15. Dedications. Grantor accepts and reserves unto itself, its successors and assigns,
the right to dedicate the Easement as a public street at any time at its sole election. Upon any
such dedication and acceptance, all private rights of Grantee therein shall automatically
terminate and expire. No dedication shall, however, be made of the Easement unless such
Easement is accepted by the public entity for maintenance as a public street and the dedication
does not preclude or prevent the continued use by Grantee of the entrance to and exit from the
Easement then being used incident to the Grantee's Property.
IN WITNESS WHEREOF, the undersigned have caused this Easement to be executed
the day and year first written above.
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Dated: -2,1 , 2018
GRANTEE:
CITY OF MERIDIAN
(MayorTam e Weerd
ATTES "°T� ° t.
. ay Cole , ity Cler
STATE OF IDAHO )
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County of Ada }
V/� cify of . W
ERIDIAN&-
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SEAL _,,-/
On this day of P�- , 2018, before me, a notary public in and for
said state, personally appeared Tam de Weerd and C. Jay Coles, known or identified to me
to be the Mayor and Clerk, respectively, of the City of Meridian, who executed the instrument on
behalf of said City, and acknowledged to me that such City executed the same.
IN WITNESS WHEREOF, 1 have hereunto set my hand and affixed my official seal the
day and year in this certificate first above written.
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Notary Public for Idaho
Residing at: "-M -k RA CU-K3�
Commission expires: -� - a0 a D,
Dated: 65—ZAil'O0, 2018
GRANTOR:
THE YOUNG MEN'S CHRISTIAN
ASSOCIATION OF BOISE CITY, DBA
TREASURE VALLEY FAMILY YMCA
-/' r
By: G
David Duro
Chief Executive Officer
STATE OF IDAHO )
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County of Ada )
On this���day of Amwo— , 2018, before me, a notary public in and for
said state, personally appeared Davilf Duro, know or identified to me to be the Chief Executive
officer of The Young Men's Christian Association of Boise City, Idaho, a/k/a The Boise Family YMCA,
the non-profit corporation that executed the within instrument or the person who executed the instrument
on behalf of said non-profit corporation, and acknowledged to me that such non-profit corporation
executed the same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year in this certificate first above written.
Notary Publ fSr Idaho ` (�
Residing at: � �� .C16
Commission expires: S • a M -,a
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EXHIBIT A
Grantor's Real Property
Lot 2 in Block 1 of Healthy Living Subdivision, according to the official plat thereof, filed in Book 114 of
Plats at Pages 16947 through 16950, records of Ada County, Idaho
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EXHIBIT B
Grantee's Real Property
Lot 1 in Block 1 of Healthy living Subdivision, according to the official plat thereof, filed in Book 114 of
Plats at Pages 16947 through 16950, records of Ada County, Idaho
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EXHIBIT C
I
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MERIDIAN FAMILY YMCA
11, IF it 71:
S. Howry LaneWaridlan, Idaho 83642